Alto Ingredients settles with activist Radoff/Torok; two directors not standing for re-election

Alto Ingredients, Inc.

Chairman Douglas L. Kieta and director Michael D. Kandris will not stand for re-election at June 25, 2025 annual meeting.
Board will have sole discretion to fill the vacancies created by their departures.
Radoff/Torok Group agrees to vote for Board nominees and abide by standstill through 2026 annual meeting.
Standstill restricts Radoff/Torok from acquiring >19.9% of ALTO, nominating directors, or soliciting proxies.
No disagreements with company operations or policies cited; departures are part of the agreement.

item 1.01 item 5.02 item 9.01

Executive movements

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Departed

Douglas L. Kieta

Chairman of the Board

ALTO · Alto Ingredients, Inc.

Effective: 2025-06-25
Filed: March 18, 2025, 7:59 PM ET

On March 17, 2025, Douglas L. Kieta, the Chairman of the Board of the Company notified the Company that he will not stand for re-election to the Board at the Company’s upcoming 2025 Annual Meeting to be held on June 25, 2025, and therefore his term as a director will end at the 2025 Annual Meeting.

Departed

Michael D. Kandris

Director

ALTO · Alto Ingredients, Inc.

Effective: 2025-06-25
Filed: March 18, 2025, 7:59 PM ET

On March 17, 2025, Michael D. Kandris, a member of the Board, notified the Company that he will not stand for re-election to the Board at the Company’s upcoming 2025 Annual Meeting, and therefore his term as a director will end at the 2025 Annual Meeting.

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.95

Douglas L. Kieta departed as Chairman of the Board at Alto Ingredients, Inc..

Action: will not stand for re-election
Role: Chairman of the Board

Exact text from the filing

On March 17, 2025, Douglas L. Kieta, the Chairman of the Board of the Company notified the Company that he will not stand for re-election to the Board at the Company’s upcoming 2025 Annual Meeting to be held on June 25, 2025, and therefore his term as a director will end at the 2025 Annual Meeting.

View on SEC.gov

Executive change SEC 8-K Item 5.02 confidence 0.95

Michael D. Kandris departed as Director at Alto Ingredients, Inc..

Action: will not stand for re-election
Role: Director

Exact text from the filing

On March 17, 2025, Michael D. Kandris, a member of the Board, notified the Company that he will not stand for re-election to the Board at the Company’s upcoming 2025 Annual Meeting, and therefore his term as a director will end at the 2025 Annual Meeting.

View on SEC.gov

Alto Ingredients, Inc. filing history →

Source: SEC EDGAR

accession 0001213900-25-024771

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